The Securities Authority appears to be piling on most of the difficulties regarding increasing the impact of Alrov Real Estate on what is being done in Clal Insurance. After demanding that Malrov, controlled by businessman Alfred Akirov, find a solution that would lead to the folding of a layer in order not to violate the Centralization Law, the authority now postponed the meeting of Clal’s shareholders scheduled for tomorrow. .
A statement from Clal to the stock exchange stated that “the meeting was postponed at the request of the Securities Authority in order to examine the effect of appointing the two directors appointed on the agenda of the meeting, on the control of the company.
This is the appointment of David Granot and Aharon Fogel, whom Alrov sought to appoint in addition to the existing directors, and through them Alrov tries to influence what happens in general, in light of the fact that it has difficulty obtaining a control permit from Moshe Capital Barkat. Granot, who is considered close to Akirov, was even offered by Alrov to serve as a director in general a few months ago, but the company’s shareholders rejected the candidacy.
It should be noted that Clal’s board of directors has already responded to the question of appointments of Granot and Fogel. For example, it was explained in mid-April that “the board of directors believes that although Regulation 81 of the company’s regulations stipulates that the composition of the board of directors will be between 5 and 15 directors, it is true that their number will not exceed eight. “And there is no justification for increasing the board of directors and imposing on the company the costs involved in adding two more directors,” it was noted.
With regard to Akirov’s claim that the existing board members do not have sufficient knowledge in the fields of insurance and finance, the board of directors argued that ” They are also the areas of knowledge in the world of insurance and finance.
Strengthening the board in preparation for the acquisition of Max
About a week and a half ago, Balrov responded to a letter from Clal’s board of directors saying that this was a step designed to strengthen the company’s board of directors, especially in light of the emerging deal in which Clal wants to buy the Max credit card company.
“The candidates that Alrov seeks to appoint are independent of Alrov or Clal Holdings, and are proposed by it in light of their skills and in its assessment that appointments will improve Clal Holdings and in light of its assessment that these candidates due to their interpersonal skills knew to work together and in violation with current board members. The success of Clal Holdings, “Balrov explained.
This is not the only good news regarding Alrov’s attempt to control everything that came on Sunday. After receiving permission from the Capital Market Commissioner at the end of March to increase his holdings in general to 10%, real estate developer Shalom Shai became an interested party when he raised his holdings in general from 4.99% to 5.08%. 15% of the shares, are prohibited from purchasing additional shares beyond those it currently has without obtaining a control permit from the insurance company.
The control permit is delayed for the time being until a solution is found to the issue of folding the layers. The main dispute between the parties concerns a hurdle set by the Securities Authority, which stipulates that if Alrov acquires control of the current company structure at all, a pyramid of three strata will be created (public companies or companies issuing bonds), a situation contrary to the Centralization Law only.
Balrov has already offered a number of solutions, including the purchase of Clal shares and their deposit with a trustee until the control permit is obtained, but the Capital Market Authority has rejected them all. In order to overcome the obstacle, Akirov is considering, among other things, buying Clal shares privately, or even turning Alrov into a private company and deleting it from trading as a public company.